Wallenius Wilhelmsen

Board/Management Information • Apr 15, 2020

ADDENDUM TO THE RECOMMENDATIONS BY THE NOMINATIONS COMMITTEE 2020

On 25 March 2020 the Nomination Committee presented its proposals for corporate elections and remuneration for the Board and the Nomination Committee for the period from AGM 2020 until the AGM 2021. Presently, the Nomination Committee presents its addendum to its Recommendations and proposes that an additional member is elected to the Board.

The Nomination Committee has had communications and discussions with the majority shareholders. Based on this we hereby submit our additional recommendation. The proposals have been unanimously resolved by the Nomination Committee.

As regards the election of members to the Board of Directors, the Nomination Committee in its Recommendations of 25 March 202 stated as follows:

"In its Recommendations for the 2019 AGM dated 2 April 2019, The Nomination Committee proposed that the current members of the Board be reappointed for a term of two years. These members are Lars Håkan Larsson, Margareta Alestig, Marianne Lie, Jonas Kleberg and Thomas Wilhelmsen.

In addition, the Nomination Committee expressed its intention to appoint a new member of the Board with particular competence as regards digital transformation and sustainability.

After completing its search, the Nomination Committee now proposes that Anna Felländer by appointed as the sixth member of the Board for a period of two years. Ms Felländer holds extensive experience in policy, economics and consultancy with particular emphasis on issues of digital transformation and sustainability in a global environment. She is also an experienced member of corporate boards. Her CV follows enclosed."

If the proposal is accepted by the AGM, the Board will consist of 6 members. Under the company's articles of association, the Board may consist of 7 members. The Nomination Committee believes that it is important to take a long-term view and to plan for the eventual recruitment of a new Chairman of the Board when the current Chairman's term expire in 2021. Mr Larsson has served, and continues to serve, with competence based i.a. on his thorough knowledge of the Company and its global operations, and the Nomination Committee considers that a period of overlap between Mr Larsson and his successor will benefit the Company and the functioning of its Board.

Based on these considerations the Nomination Committee will propose that Mr Rune Bjerke be elected to the Board at the upcoming AGM for a period of two years, with the express intention that he is elected as its Vice Chairman as soon as he joins, and subsequently that he is elected as Chairman in 2021 when Mr Larsson's term expires.

Mr Bjerke is a well-known business leader in Norway and Scandinavia, having i.a. served as CEO of DNB, Hafslund and Scancem International. He has over the last decade steered DNB and its operations successfully through a period of digital transformation and in a shifting international business climate. His CV follows enclosed. The Nomination Committee considers that he is eminently suited to serve in as Vice Chairman and later Chairman of the Board of WWL.

Mr Bjerke' employment at DNB expires on 17 June 2020, and he cannot take up his position as Board member until after this date. The Nomination Committee therefore proposes that he is elected as a member of the Board with effect from 18 June 2020.

No further amendments to the Nomination Committee's Recommendations of 25 March 2020 are proposed.

14 April 2020

_________________ _______________ ________________

Anders Ryssdal (Chairman) Jonas Kleberg Carl Erik Steen

Rune Bjerke

Business Experience

2007 - 2019	DNB ASA. CEO
2000 - 2006	Hafslund ASA. CEO & President
1999 - 2000	Heidelberg Cement. EVP/Head of Africa and Deputy Global Trading
1998 - 1999	Scancem International. CEO & President
1997 - 1998	Scancem International. SVP Finance
1992 - 1995	Oslo Municipality. Commisioner of Finance and Planning
1988 - 1992	Norwegian Labour Party. Secretary Oslo
1986 - 1988	Ministry of Petroleum and Energy. Political Advisor to Minister
	Board Roles
2015 - Current	VIPPS AS. Chairman
2019 -	Fremtind Forsikring AS.
Current	Board Member
2007 -	Equinor ASA.
Current	Corporate Assembly Member (Shareholder Representative)
2007 - 2019	Finans Norge. Board Member
2007 - 2013	DNB Livsforsikring AS. Board Member
2007 - 2013	Orkla ASA. Corporate Assembly Member (Shareholder Representative)

• 2004 2006 Tomra ASA. Board Member
• 2001 2003 Storebrand ASA. Board Member

Education

• 1981 1985 Exam. Oec., University of Oslo, Oslo, Norway.
• 1996 1997 MPA, Harvard University, Massachusetts, USA.

Publications

• 1985 Bo for livet, Bjerke & Dyrdal.
• 1986 Håndbok for boligkjøpere, Bjerke & Dyrdal.

Languages

Norwegian, Native. English, Fluent.